5 March 2025
Announcement no. 376

Rovsing announces intention to carry out a directed share issue and raise gross proceeds of DKK 4 million

Today, the Board of Directors of Rovsing A/S (“Rovsing” or the “Company”) resolved to carry out a directed share issue of new shares (the “Issue”) to new and existing investors and issue up to 114,285 new shares (the “New Shares”), targeting gross proceeds of DKK 4 million as communicated in announcement no. 375. The capital raise aims to support the transition to growth, to ramp up sales activities, as well as to secure adequate working capital to enable increased production flexibility.

The subscription price is set at DKK 35.00 per share corresponding to the 5-day volume-weighted average price as of 5 March 2025 (the "Subscription Price") including a discretionary discount of 7.7% set by the Board of Directors of the Company. The Board of Directors assesses the subscription price is set at market terms.

The issuance of New Shares
The New Shares are issued to a limited number of Danish investors pursuant to and in compliance with the applicable exemptions from the obligation to publish a prospectus according to the Prospectus Regulation (EU) 2017/1129 of 14 June 2017.

The share capital increase from the Issue is carried out without pre-emptive rights for Rovsing’s existing shareholders in accordance with the authorization granted to the Board of Directors and set out in article 5.1.1 of the Articles of Association. All New Shares will be paid in cash. The New Shares will, upon issuance and registration with the Danish Business Authority and admission to trading on Nasdaq Copenhagen, rank pari passu with Rovsing’s existing shares and carry the same rights.

For further information
Rovsing A/S, Hjalti Pall Thorvardarson, CEO; e-mail: hpt@rovsing.dk or Sigurd Hundrup, CFO; email: shu@rovsing.dk

This announcement is not a prospectus and has been prepared on the basis that any offers of securities referred to herein in any Member State of the EEA will be made pursuant to an exemption under Regulation (EU) 2017/1129 on Prospectuses, Article 1(5a).

The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities referred to herein in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction.

Any securities referred to herein have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”) or under the securities laws of any state of the United States and may not be offered or sold, directly or indirectly, in or into the United States absent exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of the securities in the United States. The securities referred to in this announcement are being offered and sold in a private placement only outside the United States.

No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by Rovsing A/S or by any of its affiliates or agents as to or in relation to, the accuracy, completeness or sufficiency of this announcement or any other written or oral information made available to or publicly available to any interested party or its advisers in connection with the Company's the new shares and/or the private placement referred to herein, and any liability therefore is expressly disclaimed.

This announcement does not constitute an investment recommendation. Each investor or prospective investor should conduct his, her or its own investigation, analysis and evaluation of the business and data described in this announcement (and publicly available information). Any investment decision to buy or subscribe for any shares in the private placement must be made solely on the basis of publicly available information, which has not been independently verified by the Sole Lead Manager. The price and value of securities and any income from them can go down as well as up and you could lose your entire investment. Past performance is not a guide to future performance. The information in this announcement cannot be relied upon as a guide to future performance.

Certain statements in this announcement may constitute forward-looking statements, which are based on Rovsing’s expectations, intentions and projections regarding its future performance, anticipated events or trends and other matters that are not historical facts. Words such as “aim”, “anticipate”, “believe”, “intend”, “estimate”, “expect”, “plan”, “project”, “forecast” and words of similar meaning are intended to identify forward-looking statements. These statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties and other factors that could cause actual results, performance, achievements or industry results to differ materially from those expressed or implied by such forward-looking statements.